AICM Bylaws

Bylaws of the Association of International Chemical Manufacturers Limited (the “AICM”)

（Approved by the Board of Directors on February 27 2008; Revised by the Board of Directors on March 14 2012）

Chapter I． Preface

Article 1 These Bylaws are made pursuant to relevant laws, regulations, the Memorandum and Articles of Association of International Chemical Manufacturers Limited (the “Memorandum”) and the actual practices of the AICM. AICM.

Article 2The purposes for making and implementing these Bylaws are to standardize and formalize the operation and further improve the function of the AICM so as to provide better services to its members (in plural, the “Members”; in singular, the “Member”), the industry, the government and the society.

Article 3 When implementing these By-laws, the AICM should uphold the principle of “openess, fairness and justice” and the working-style of democratic negotiation.

Article 4 Article 4 These Bylaws apply to AICM’s organs at all levels. Leaders of these organs and persons in charge of relevant departments in the AICM shall fulfill their own duties and accomplish their tasks pursuant to these Bylaws.

Chapter II． Introduction of the AICM

Article 5 The full name of the AICM is the “Association of International Chemical Manufacturers Limited”. Its registered office is situated at FLAT A 16/F UNITED CENTRE 95 QUEENSWAY HONG KONG. The address of its principal business is at Suite 207, W1 Tower Office, Oriental Plaza, 1 East Chang’an Avenue, Beijing, P. R. C..

Article 6 To contribute to the development of a harmonious society and the sustainable growth of China’s chemical industry, as the representation of the leading international chemical players in China, AICM commits to:

1. Promote Responsible Care among all the stakeholders2. Advocate cost-effective, science- and risk-based policies to the policy makers3. Build up the contributive role of the chemical industry to the economy.

Chapter III． Member and Annual General Meeting

Article 7Member. The Members of the AICM are the enterprises. With the legal registrations and subject to the agreement with the Memorandum, the enterprises, undertaking the production, management, investment, consultation and research of relevant products in the industry of the international chemical manufacture, are qualified to apply for joining the AICM of their own free will. There are two classes of Members, namely, the Full Members and the Associate Members. The Full Members shall pay 100% of dues, while the Associate Members shall pay 50% of dues. Each Full Member owns one vote, and the Official Representatives (Described in Article 9) of the Full Members may serve on the Board of Directors (Described in Chapter IV), the Advisory Board (Described in Chapter VI) and chair the Working Professional Committees (Described in Chapter VII). The Associate Members may attend the Annual General Meeting (Described in Article 12) as the observers, but shall not own the right to vote nor are their Official Representatives eligible to serve on the Board of Directors, the Advisory Board and chair the Working Professional Committees.

Article 8 Admission and Resignation from the AICM. The enterprises shall submit the application letters to Executive Director (Described in Chapter V) in order to join the AICM. The applications shall be reviewed and approved by the Board of Directors. The Board of Directors shall issue the membership certificates to the Members. The Members may withdraw from the AICM by notifying the AICM in writing and giving back the membership certificates. Should the Members knowingly violate relevant laws, regulations, the Memorandum or Bylaws, the Board of Directors shall own the proposal right and the Annual General Meeting shall own the decision right to remove them from the membership in the AICM.

The Members shall pay their membership fees in full within 30 days upon receiving Notice for membership fees due. If any member fails to pay dues in time, the AICM shall give it further notice for the payment. If any member fails to pay its membership fee before June 30 of the year, it shall be regarded as withdrawing from the AICM automatically and its membership shall be terminated on the same day.

Article 9The official representatives of the Members shall be legal representatives of the Members or its senior officers entrusted by such legal representatives (in plural, the “Official Representatives”; in singular, the “Official Representative”), whose identity shall be notified by the corresponding Members to Executive Director in writing.

Article 10Member’s Contact Person. In order to communicate efficiently, each Member shall assign one (1) or two (2) contact person(s) (in plural, the “Member’s Contact Persons”; in singular, the “Member’s Contact Person”) to facilitate communications with the Board of Directors and Executive Director.

Article 11As one of the organs of the AICM, the General Meeting consists of all Members. Responsibilities and powers of the General Meeting include:

1. Decide the business scope and function of the AICM under relevant laws, regulations and the Memorandum and Articles;2. Change the number of Directors (Described in Chapter IV);3. Review and discuss the annual work report, financial budget of the Board of Directors;4. Decide the amount of dues for the following year;5. Decide the establishment, change, cancellation, etc. of local organs of the AICM;6. Resolve any dispute between the Professional Working Committees submitted by Executive Director;7. Approve the regulations of the Special Projects (Described in Chapter VIII);8. Review the proposal of removal of Members proposed by the Board of Directors;9. Make the resolutions concerning the change, dissolution, termination and liquidation of the AICM;10. Change or cancel prior decisions made by the Board of Directors;11. Make or revise the Memorandum and Articles, Bylaws or other documents of the AICM;12. Commend the Members and the working staff for outstanding performance;13. Provide the conference documents to the Members and assist in the exchange of business experiences;14. Attending other responsibilities which shall be undertaken in the General Meeting under relevant laws, regulations, the Memorandum and Articles, Bylaws or actual requirement.

Article 12In principle, the meeting of the General Meeting shall be held once in the first quarter of each year (the “Annual General Meeting”). Executive Director shall notify the Member’s Contact Persons of the main agenda and date of the Annual General Meeting in writing at least twenty one (21) days before such meeting.Where necessary, an extraordinary General Meeting may be called by the Chairman upon the proposal of the Executive Director and approval of the Board of Directors. Notification of the extraordinary meeting is the same as that of the Annual General Meeting.

Article 13Presiding over the Annual General Meeting. The Annual General Meeting shall be presided over by Chairman of the Board of Directors (Described in Chapter IV). If Chairman cannot preside over such meeting for any reason, Vice Chairman shall preside over it. If neither Chairman nor Vice Chairman is able to preside over the Annual General Meeting, the meeting shall be adjourned.

Article 14Routine Affairs of the Annual General Meeting. Executive Director shall be responsible for the routine affairs of the Annual General Meeting (e.g., arranging logistics, meeting agendas and minutes, etc.).

Article 15Convening of the Annual General Meeting and Validity of the Resolutions. To be valid, the Annual General Meeting there shall be convened with the attendance of 1/2 or more Official Representatives, and the resolutions are valid only if they are approved by more than 1/2 of all Official Representatives. Under the circumstance that 1/2 or more Official Representatives attend the Annual General Meeting but the resolutions are not approved by more than 1/2 of all Official Representatives, Executive Director shall, in thirty (30) days following the end of the Annual General Meeting, notify the resolutions in writing to the Official Representatives, who did not attend the Annual General Meeting. Those Official Representatives shall submit their approval or objection opinions to the resolutions to Executive Director within thirty (30) days after receiving the above notice. Otherwise, they are assumed to vote to approve those resolutions. If the number of the Official Representatives approving the resolutions in the Annual General Meeting and the foresaid process is more than 1/2 of all Official Representatives, the resolutions shall be regarded to be approved.

Article 16Enforcement of the Resolutions Made in the Annual General Meeting. The resolutions made in the Annual General Meeting shall be enforced by units or individuals appointed or assigned by the Board of Directors and supervised by Executive Director. Executive Director shall report the progress to the Board of Directors in time.

Chapter IV． Board of Directors

Article 17The Board of Directors is the executive organ of the Annual General Meeting and shall direct the AICM to undertake its daily work. The Board shall, among other things, establish and carry out the administration of the AICM, and guide and supervise the routine AICM operations. The Board of Directors shall report to the Members at the Annual General Meeting.

Article 18 In principle, the Board of Directors shall consist of seven (7) Directors, There shall be one (1) Chairman and two (2) Vice-Chairman. The General Meeting shall have the right to change the number of Directors according to the actual requirements. No Member or its subsidiaries may have more than one (1) Official Representative to serve on the Board of Directors at any time.

Article 19 Qualifications of Being Directors of the Board of Directors:

1. Must be the Official Representatives;2. Not holding the Director’s post for a period of at least two (2) years prior to his appointment;3. Promise to promote Responsible Care in China;4. Promise to commit time and resources to support the AICM;5. Be willing to take the responsibilities in the AICM and to be responsible for their work.

Article 20Production and Succession of Directors of the Board of Directors.

Candidates of Directors of the Board of Directors shall be self-recommended by the Official Representatives of the Full Members. Directors shall be produced through the negotiation by the Official Representatives with the above self-recommendation. The negotiation shall continue until Directors are finally produced. No any person other than such Official Representatives with the self-recommendation shall be allowed to take part in the negotiation. If there are less than seven (7) Directors, the Official Representatives of the Full Members shall negotiate to make up the deficiency or the General Meeting shall change the number of Directors. Directors produced shall be declared in the Annual General Meeting. The Official Representatives, who recommend themselves but fail to become Directors, may take the positions in the Advisory Board.

If a Director resigns during the term, the members of the Advisory Board jointly appointed by other Directors shall fill in the vacancies.

Candidates of Chairman and Vice-Chairman of the Board of Directors shall be self-recommended by Directors. Chairman and Vice-Chairman shall be elected through the negotiation by a Nominating Committee consisting of Directors, who do not recommend themselves to be Chairman and/or Vice-Chairman. The Nominating Committee shall have one Chairman to preside over the negotiations. Such negotiation shall continue until Chairman and Vice-Chairman are finally elected. No person other than the members of the Nominating Committee shall be allowed to take part in the negotiation. If no or all Director(s) make(s) the above self-recommendation, Chairman and Vice-Chairman shall be produced through the negotiation by all Directors. Chairman and Vice-Chairman produced shall be declared in the Annual General Meeting.

The Chairman of the Board shall be the representative of the Board who conveys the collective decisions made by the Board to the interested parties.

If Chairman resigns during the term, Vice-Chairman shall succeed. If Vice-Chairman resigns during the term, Director appointed by Chairman shall succeed. If both Chairman and Vice-Chairman resign during the term, Director jointly appointed by them shall succeed.

The above candidates shall fully demonstrate their abilities and reason to take positions of Directors, Chairman or Vice-Chairman, their understanding of the AICM, their schedule of the future operation, the contribution to the AICM, etc..

（Attached Please See the Draft Chart）

Article 21Each term of office of each Director of the Board of Directors (including Directors succeeding former Directors who leave the office during the term) is two (2) years. The Official Representatives may serve as Directors for no more than two (2) consecutive terms. After two (2) years from the expiration of their final term, they are eligible to be elected as Directors of the Board of Directors again.

Article 22Report on the Change of Directors of the Board of Directors. Executive Director shall notify any change of Directors of the Board of Directors during the term of office in writing to all Members in time within thirty (30) days from such change, and report the change to all Official Representatives presenting at the Annual General Meeting in the following year.

Article 23 Time and Method to Convene the Meeting of the Board of Directors. The Board of Directors shall conduct regular meetings at least once (1) per quarter. The meeting of the Board of Directors shall be presided over by Chairman of the Board of Directors. If Chairman cannot preside over the meeting for any reason, Vice Chairman shall preside over it. If neither Chairman nor Vice Chairman is able to preside, the meeting of the Board of Directors shall be adjourned.

Article 24Preparation of the Meeting of the Board of Directors. Executive Director shall notify the main agenda and time of the meeting of the Board of Directors in writing to all Directors of the Board of Directors at least fourteen (14) working days before the meeting. The agenda of the meeting, work report and relevant materials shall be prepared by Executive Director.

Article 25Responsibilities and Powers of the Board of Directors:

1. Prepare and convene the Annual General Meeting;2. Enforce the resolutions of the General Meeting and report to the General Meeting;3. Propose the amount of membership fee contributed by the Members to AICM and any amendment to the amount;4. Appoint Executive Director;5. Decide the establishment of internal organs of the AICM and direct them to work;6. Decide the admission of the Members and propose the removal of them;7. Decide the establishment, change, cancellation, etc. of the Sub-Committees under the Professional Working Committees;8. Exam and approve recommendations by the Executive Director on the appointment or discharge of Principals of the Professional Working Committees, Special Projects, and other executive or representative organs;9. Each Professional Working Committee or Special Project shall be supervised by one (1) or two (2) Director(s) of the Board of Directors;10. The Supervising Director(s) shall be responsible for examination and approval for the resolutions and other information intending to be released to the public of the Professional Working Committee or Special Project, and ensure the objectivity and impartiality of these released information;11. Approve the regulations of the Special Projects and Special Projects’ resolutions prior to its publication to the public in the name of the AICM;12. Make the decision on the dispute arising from the judgment by Executive Director about whether the activities of the Members, Directors of the Board of Directors, members of the Advisory Board, Director and Deputy Director of the Professional Working Committees are all for the benefit of the AICM；13. Recognize the excellent performance of the Members;14. Transmit the conference document to the Members and organize the exchange of the business experiences；15. Fill any vacant position on the Board of Directors;16. Interpret these Bylaws;17. Attending other responsibilities which shall be undertaken by the Board of Directors under relevant laws, regulations, the Memorandum Articles and these Bylaws.

Article 26Validity of the Resolutions of the Board of Directors. The meeting of the Board of Directors shall be convened with the attendance of more than 1/2 Directors of the Board of Directors, and the resolutions are valid only if they are approved by more than 1/2 of all Directors. Under the circumstance that more than 1/2 Directors attend the meeting but the resolutions are not approved by more than 1/2 of all Directors, Executive Director shall, in ten (10) days following the end of the meeting, notify the resolutions in writing to those Directors who did not attend the meeting. Those Directors shall submit their approval or objection opinions to the resolutions to Executive Director in ten (10) days after receiving the above notice. Otherwise they are assumed to approve those resolutions. If the number of Directors of the Board of Directors approving the resolutions in the meeting and the foresaid process is more than 1/2 of all Directors, resolutions shall be regarded to be approved.

Article 27Routine Affairs of the Meeting of the Board of Directors. Executive Director shall be responsible for the routine affairs of the meeting of the Board of Directors (e.g., preparing the minutes, etc.)

Article 28Enforcement of the Resolutions Made in the Meeting of the Board of Directors. The resolutions made in the meeting of the Board of Directors shall be enforced by Executive Director and Leaders of relevant Professional Working Committees, who shall report the progress to the Board of Directors in time.

Article 29 Directors of the Board of Directors shall attend at least two (2) meetings of the Board of Directors per year. A Director may delegate in writing another Director to represent him at the meeting if he cannot attend it in person. However, such delegation shall not be carte blanche, but specify the delegated matters. If a Director neither attends the meeting, nor delegates another to be his representative, thus failing to attend at least two (2) Board meetings per year, he shall be deemed as automatically resigning from the Directorship.

Article 30The matters concerning the Board of Directors, which are not stipulated in these Bylaws, shall be decided through the negotiation by and among all Directors of the Board of Directors.

Chapter V． Executive Director and Working Staff

Article 31 Executive Director shall be appointed by the Board of Directors.

Article 32 Responsibilities and Rights of Executive Director:

1. Keep the day-to-day communication and share the information with the Board of Directors;2. Report his/her work to the Board of Directors and the Advisory Board and make suggestions to them;3. Decide AICM’s specific operations;4. Organize and supervise the implementation of the resolutions of the Annual General Meeting and report the progress thereof to the Board of Directors in time;5. Propose to convene a General Meeting, a Board Meeting or an Advisory Board meeting if the Executive Director deems it necessary;6. Write AICM Annual Report, annual budget and accounting plans, as well as plans in connection with any change, dissolution or liquidation of AICM;7. Be reponsible for the examination and approval of setting up new projects with floating expenditure sums;8. Attend meetings of the Professional Working Committees and participate in discussing any resolutions thereof;9. Review any resolution in the name of the AICM before it is released to the public, approve the resolution or submit the result of the review to the Board of Directors for approval;10. Accomplish the working plan of the Professional Working Committee together with its director and its working groups;11. Mediate any dispute between the Professional Working Committees, and submit the same to the Board of Directors for decision if Executive Director thinks it is necessary;12. Make recommendations on the appointment or discharge of Principals of the Professional Working Committees, Special Projects, and other executive or representative organs;13. Hire AICM staff and decide the responsibilities, working scope of the staff, as well as the amount of and the way of paying remuneration to the staff;14. Notify the change of Director of the Board of Directors during the term of office in writing to all Members within thirty (30) days from such change and report the change to all Official Representatives present at the Annual General Meeting in the following year;15. Submit annual evaluation on the staff to the Board of Directors for its review;16. Report the collection and expenditure of membership fees to the Board of Directors at Board meetings, and reply in writing the inquiries of the Members concerning the usage, collection and expenditure of membership fees;17. Deal with the daily management and routine affairs of the AICM;18. To serve as the key contact person between AICM and the government authorities or other relevant organizations;19. Attend to other responsibilities which shall be taken by the Executive Director under relevant laws, regulations, the Memorandum and Articles and the Bylaws.

Article 33The working staff of AICM shall be hired by Executive Director.

Article 34Responsibilities of the Working Staff. Executive Director shall decide the responsibilities of the working staff. The working staff shall report the work to the Executive Director. The working staff shall work diligently, and their payments shall commensurate with the evaluation of their work performance.

Article 35The scope of the responsibilities, scope of work, means and amount of remuneration shall be submitted to the Board of Directors by Executive Director for its approval.

Article 36As the consultation organ of the AICM, the Advisory Board shall be responsible to make suggestions on major matters of the AICM and report the work to the Board of Directors. The members of the Advisory Board have no voting right on the matters which shall be conducted by the Board of Directors. No Official Representative of any Member shall be eligible as member in the Board of Directors and the Advisory Board at the same time.As the pipeline and the pool for Board membership, the Advisory Board members are encouraged to assume more responsibilities, demonstrating wide participation of membership. For example, Advisory Board members may sponsor certain individual projects which they excel in.

Article 37Qualifications to be the Members of the Advisory Board. The members of the Advisory Board shall be the Official Representatives of the Full Members and shall promise to promote Responsible Care in China, to commit time and resources to support the work of AICM.

Article 38Appointment of the Members of the Advisory Board. In principle, the Advisory Board consists of the Official Representatives of the Full Members who recommend themselves to be but fail to be elected as Directors. If there are less than seven (7) members of the Advisory Board, all Directors shall be responsible to elect persons to fill the vacancy through the negotiation until seven (7) or more members are appointed.

Article 39Term of Office of the Members of the Advisory Board. Each term of office of each member of the Advisory Board is two (2) years. The qualified Official Representatives may serve as the members of the Advisory Board for consecutive terms.

Article 40Chairman of the Meeting of the Advisory Board. Chairman of the Board of Directors shall be the chairman of the meeting of the Advisory Board but not a member of the Advisory Board.

Article 41Time and Method to Convene the Meeting of the Advisory Board. The meeting of the Advisory Board shall be convened according to the proposal of Executive Director and may be held through the newsletter, video conference or telephone conference besides attending the meeting in person.

Article 42 Presiding over the Meeting of the Advisory Board. The meeting of the Advisory Board shall be presided over by Chairman of the Board of Directors. If Chairman cannot preside over the meeting for any reason, he/she shall delegate this with the Vice-Chairman in writing.

Article 43 Preparation of the Meeting of the Advisory Board. The Executive Director shall notify the main topics and time of the meeting of the Advisory Board to its members in writing fourteen (14) working days before the meeting.

Article 44 Routine Affairs of the Meeting of the Advisory Board. The Executive Director shall be responsible for the routine affairs of the meeting of the Advisory Board (e.g., arranging the meeting agenda, making the work progress report, etc.)

Article 45 The members of the Advisory Board shall attend at least two (2) meetings of the Advisory Board per year and assign a person by proxy to attend other meetings at least once (1) per year. Otherwise, the members shall be treated as resigning as the members of the Advisory Board automatically.

Chapter VII． Professional Working Committee

Article 46Function of the Professional Working Committees. The Professional Working Committees shall be the organ of the AICM to develop the professional activities and the platform to strengthen the relationship and exchange of information between the Members.

Article 47Formation, Dissolution and Change of the Professional Working Committees. The Professional Working Committees may be established or dissolved based on the actual requirement of the AICM from time to time. They shall report the work to the Executive Director. The Executive Director may make suggestions on any change of the Professional Working Committees to the Board of Directors for its review, discussion and approval.

Article 48Member of the Professional Working Committees. The members of the Professional Working Committees are the Official Representatives with the following qualifications:

1. Be interested in the work of the Professional Working Committees;2. The Member’s own business shall associate with the businesses of the corresponding Professional Working Committees;3. Be able to make contributions to the Professional Working Committees.

The members of the Professional Working Committees shall be regarded as resigning as the members of the Professional Working Committees automatically if they do not attend two-third (2/3) of all meetings of the Professional Working Committees per year or has not made any constructive suggestion to the Professional Working Committees within one (1) year.

There are two (2) classes of members of the Professional Working Committees, namely the Core Members and the Ordinary Members. The Core Members shall have the right to participate into the discussion concerning the matters of the Professional Working Committees. The members of the Professional Working Committees intending to be the Core Members shall promise to:

1. Attend more than half of all meetings per year;2. Make the feedback in time when the AICM asks for their suggestions;3. Be willing and able to make the constructive contribution to the development of the AICM.

If the Core Members do not meet above requirements, they are regarded as resigning as the Core Members automatically. The Ordinary Members have the right to be informed of the resolutions made by the Professional Working Committees, but have no right to participate in the discussion concerning the matters of the Professional Working Committees.

Leaders of the Professional Working Committees have the right to suggest and change the number of the Core Members.

Article 49The administrative staff of the Professional Working Committees.

Each Professional Working Committee shall be supervised by one (1) or two (2) Director(s) of the Board of Directors

Each Professional Working Committee shall elect one (1) or two (2) Leader(s) from its Core Members through the democratic negotiation, which shall be continued until such Leader is finally elected. If the position of Leader is vacant, the existing Leader shall recommend the successor. Otherwise, the Executive Director shall recommend the successor. The successor shall be approved by the Board of Directors.

The Leaders shall be approved by the Board of Directors. The term of office for Leaders shall be two (2) years. They may serve one (1) consecutive term of office.

Article 50Responsibilities of the Leaders of the Professional Working Committees

1. Keep the day-to-day communication and share the information with the Supervising Directors and the Executive Director;2. Report his/her work to the Board of Directors and make suggestions;3. Deal with the daily management and routine affairs of the Professional Working Committee.

Article 51 Responsibilities of the Members of the Professional Working Committees:

1. The Members represented by the members of the Professional Working Committees have the priority over other Members under the same conditions to obtain the services provided by the Professional Working Committees;2. Provide the criticisms and suggestions to the Professional Working Committees;3. Enforce the resolutions made by the Professional Working Committees;4. Protect the lawful rights and the reputation of the Professional Working Committees;5. Accomplish the tasks assigned by the Professional Working Committees;6. Report the work to the Professional Working Committees;7. Provide relevant statistics and materials under the requirements of the Professional Working Committees;8. Undertake the activities organized by the Professional Working Committees;9. Attend the meeting of the Advisory Board as the observers on time and report the work to the Board of Directors and the Advisory Board;10. Attedning to other obligations required by the Professional Working Committees to its members.

Article 52The working plan of the Professional Working Committees shall be accomplished by Leader of the Professional Working Committees, Executive Director and corresponding internal working groups.

Article 53Convening the Meeting of the Professional Working Committees. The meeting of the Professional Working Committees may be convened through newsletter, video conference or telephone conference besides attending in person.

Article 54Relationship among the Professional Working Committees. The Professional Working Committees shall keep the day-to-day communications among each other. Each Professional Working Committee shall send the duplicate of each of its notices to Leaders of other Professional Working Committees at the same time. Leaders of the Professional Working Committees shall have the right to attend the meeting of other Professional Working Committees to discuss the issues commonly concerned. If disputes arise between the Professional Working Committees, the Professional Working Committees shall submit such disputes in writing to Executive Director for mediation. If Executive Director thinks it is necessary, he/she may submit the foresaid disputes to the Board of Directors for resolution.

Article 55 Article 55 The AICM Has Professional Working Committees, Currently Including:

1. Responsible Care ? CommitteeGoals:(1) Ensure that AICM fulfills Responsible Care ? commitment;(2) Guide AICM’s Responsible Care ? journey;(3) Represent AICM in International Council of Chemical Associations (ICCA) Responsible Care ? global initiative;(4) Ensure AICM positions are aligned with our commitment to Responsible Care ? on chemical specific issues;Core-functions:(1) Support the implementation of Responsible Care ? Code of practices among all AICM member companies including training and self assessment;(2) Promote Responsible Care ? in China for membership and through close association with CPCIF for the China chemical industry;(3) Participate in Responsible Care ? activities at either the regional or global level;(4) Promote and implement Road Safety and Quality Assessment System in China.2. Industrial Policy Advocacy CommitteeGoals:(1) Advocate science-based chemical industry policy and risk-based regulation system to promote the sustainable development of China chemical industry;(2) Monitor the updates of China chemical industry policies and regulations to assist members’ understanding, implementation, and communication with the authorities;(3) Facilitate the international exchange and collaboration on chemical industry policies and regulations for the purpose of harmonization.Core-functions:(1) Enhance cooperation and communication with relevant policy makers and other stakeholders on chemical industry policy and regulation;(2) Provide comments and proposals on policies, laws, regulations and standards of China chemical industry development on behalf of members’ interests;(3) Monitor and inform members the updates and trends of policies, laws, regulations and standards of China chemical industry;(4) Create the exchange platform bridging the international and domestic chemical industry, sharing the experiences on international chemical policies and regulations.3. Public Relation and Communications CommitteeGoals:(1) To actively build the positive image of chemical industry;(2) To precisely position and leverage AICM;(3) To strengthen the communication and cooperation with internal and external stakeholders.Core-functions:(1) To initiate, organize and participate in industry activities;(2) To set up smooth interaction with media;(3) To support internal initiatives in terms of event management and media relations;(4) To maintain effective communication with international organizations; facilitate cooperation or best practice sharing;(5) To provide CI design, media plan, newsletter, on-line communication support.

Chapter VIII． Special Projects

Article 56Establishment of the Special Projects. Application of the establishment of a Special Project shall be filed by more than three (3) Members having common interests in the issues The Special Projects shall be established upon the approval by the Board of Directors.

Article 57Operation of the Special Projects:

1. Each Special Project shall be supervised by one (1) or two (2) Director(s) of the Board of Directors2. The regulations of the Special Projects shall comply with the law and the AICM’s regulations;3. The Special Projects shall have their own working plans and shall report the resolutions and other information intending to be released to the public to the Supervising Director(s). Those resolutions and information shall not contradict with the interests of other Members;4. Topics of the Special Projects include the products but exclude the price of products, monopoly, sale of products through the platform of the AICM, etc.;5. The Special Projects shall appoint the contact persons who shall report the major activities of the Special Projects to Executive Director;6. The Special Projects shall submit the annual reports concerning its major events to the Board of Director.

Article 58Termination of the Special Projects. If the Special Projects or their contact persons do not report as mentioned above in time, or their activities violate relevant laws, regulations, the Memorandum, Articles and Bylaws, the Board of Director shall have the right to terminate their activities.

Chapter VIIII． Incentive Mechanism

Article 59Trip and conference expenses incurred by any Director of the Board of Directors, ,Leader of the Professional Working Committees solely for the benefit of the AICM shall be reimbursed by the AICM. The payment shall be limited to two (2) events per year per person/unit. Other expenses shall be paid by the foresaid persons/units themselves. Executive Director shall decide whether the activities are solely for the benefit of the AICM and submit any dispute to the Board of Directors for the approval.

Article 60The AICM may appraise Members with the excellent performance per year in order to encourage them to participate in developing the AICM. The candidates shall be nominated by the Professional Working Committees, examined by Executive Director and approved by the Board of Directors. Such Members shall be commended in the Annual General Meeting.

Article 61The working staff shall submit the working reports to Executive Director at the end of each year. Executive Director shall make the preliminary evaluation on thereon. The final result of the evaluation shall be decided by the Board of Directors and shall commensuate with the remuneration of the working staff.

Chapter X． Dues

Article 62Bank Account. The AICM shall open and maintain bank account to receive and disposit dues.

Article 63All Members shall pay dues within three (3) months after the Annual General Meeting to the bank account appointed by the AICM. The amount of dues shall be proposed by the Board of Director and decided by the Annual General Meeting. Any Member fails to pay dues within one (1) month after the due date of payment shall automatically cease to be a Member.

Article 64 Dues shall not be used on any matter which is not allowed by law, regulations, the Memorandum and Articles of the AICM and these Bylaws.

Article 65The Members shall have the right to supervise the usage of dues. Executive Director shall report the usage, revenue and expenditure of dues to the Board of Directors per quarter. The usage, revenue and expenditure shall be published to all Members in the Annual General Meeting. The Members shall have the right to enquire Executive Director about the usage, revenue and expenditure of dues and Executive Director shall reply them in writing.

Chapter XI． Miscellaneous Affairs

Article 66 The Board of Directors shall be responsible to interpret these Bylaws. If there is any difference between the Memorandum and Articles of the AIMC and these Bylaws, the Memorandum and Articles shall take the precedence. Matters which are not covered by these Bylaws shall be decided in the General Meeting through the negotiation.

Article 67These Bylaws are written in both Chinese and English. If there is any difference between the Chinese version and English version, the former shall take the precedence.

Article 68These Bylaws shall come into force on Feb.27, 2008. It shall be revised in the Annual General Meeting annually and enforced under the approval by the Full Members of the AICM.